The objective of this proposed study is to evaluate the benefits of a mental health promotion program for rural elderly persons. The key specific aims are to test whether the mental health program results in reductions in depression symptoms, and over a logger follow-up, promotes better physical functioning. Secondary aims are to test for improvements in self-esteem, personal control, and use of social supports, and, over time, less use of mental and medical health services. The focus on mental wellness is intended to counter barriers to effective mental health treatment for rural elderly persons while taking advantage of rural strengths. The basic design involves a community-wide telephone survey to identify persons 65 and over who are experiencing mild to moderate levels of depression symptoms, and recruit them to a program of educational mental wellness. Eligible subjects will be assigned to two treatment groups or a control group using a stratified random design. The program content is grounded in a theory and research-based model, and consists of presentations, group discussions and exercises, and home exercises offered over five weekly group meetings. One randomized treatment group will receive a four month follow-up period of additional support via mail and group telephone sessions. Between-group analyses will be undertaken to ascertain the program's effects on outcomes. Theoretical models relating improvements to hypothesized intervening constructs will be tested. The program will also be subject to a formative evaluation to improve the program for a future larger scale intervention.